Japan: Japan's landscape

SUPPLEMENT - THE 2009 GUIDE TO MERGERS & ACQUISITIONS - June 01, 2009

Mori Hamada & Matsumoto

Address

Marunouchi Park Building 2-6-1 Marunouchi, Chiyoda-ku Tokyo 100-8222 Japan

Telephone

+81 3 6212 8330

Fax

+81 3 6212 8230 Visit Website

The main legislation governing M&A in Japan includes the Corporate Law, the Financial Instruments and Exchange Law (the FIEL) and the Anti-Monopoly Law, as well as the tax laws which are important for structuring a transaction. In addition to the above, bankruptcy laws (especially the Civil Rehabilitation Procedure) are increasingly important due to the increase in bankruptcy-related transactions resulting from the current worldwide financial crisis. The Foreign Exchange and Foreign Trades Law (the FEFTL) is also important for cross-border M&A activity.

In addition to the above legislation, it is worth noting that there are various guidelines published by governmental organisations and stock exchange rules that have a significant influence on M&A transactions involving listed companies in Japan. Such guidelines include the Guidelines on Management Buyouts for the Purpose of Enhancing Corporate Value and Securing Due Process, published by the Ministry of Economy, Trade and Industry on September 4...



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